Loading...
HomeMy WebLinkAbout2013-463 AS - Fairway Outdoor Advertising for Billboard Advertising for Low Cost Spay/Neuter-Beat the Heat- $1,820 �o Jr Exhibit A ADDITIONAL TERMS AND CONDITIONS FOR POSTER DISPLAY The following additional terms and conditions shall apply to this agreement. Agreement between Fairways Outdoor Funding, LLC and Orange County by and through the Orange County Animal Services Department Change last sentence in Section 2 Approval Indemnity to the following: Notwithstanding the foregoing, Advertiser/Agency agrees to defend, indemnify and hold the Company harmless from any and all claims, loss, liability, judgments, costs and reasonable attorney's fees incurred by the Company to the extent provided by North Carolina law arising out of, or related to, the contents or subject matter of any copy displayed pursuant to this agreement. Replace language in Section 4, Loss of Location with the following: Loss of Location. If for any reason Company is unable to provide a display at a location specified herein, Company may substitute location for another location within Orange County,North Carolina it determines to be of equal advertising value. Add the following language: 21. Company shall at all times remain in compliance with all applicable local,state, and federal laws,rules, and regulations including but not limited to all anti-discrimination laws. Pursuant to the terms of North Carolina General Statute 153A-449(b)no county may enter into a contract with a contractor unless the contractor and the contractor's subcontractors comply with the requirements of Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable, failure to maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes constitutes Provider's breach of this Agreement. By executing this Agreement Company affirms Company is in compliance with Artic f Chapter 64 of the North Carolina General Statutes. Advertiser/Agency Name:Oy© �,. 4 x KA ,L Contract# —��v►cnr5 a Date: 8/20/2013 Contract#: Fairway Outdoor Funding, LLC Renewal: New: X c/o.Fairway Outdoor Advertising, LLC Customer P.O.# Triangle East-Raleigh Salesperson: Michael Curtis 508 Capital Blvd,Raleigh,NC 27603 Existing Customer: Old MR#: POSTER- DISPLAY ORDER Advertiser/Agency hereby authorizes and instructs Fairway Outdoor Funding, LLC "Company" to post and maintain the poster display(s) herein upon the following terms: Advertiser: Orange County Animal Services Agency: Address: 1601 Eubanks Rd Address: Chapel Hill NC 27516 Phone: 919-942-7387 xt224 Fax: Phone: Fax: Contact: Sarah Fallin Contact: Email: sfailin @orangecountync.gov Title: Accounts Payable ecoun nc.sfailin @oran Email: g ty ov AP Email:9 Product/ GOV/GOV Service: Email: Terms: NET CASH THIRTY(30)DAYS AFTER INVOICE DATE. Initial Here Posting/ Artwork: All posting dates are per week with a two(2)week minimum be ' ni g on Monday with a+/-two(2)business day posting window.Weeks will not be extended and Advertiser/Agency will be liable for the full week if display material is delayed due to Advertiser/Agency's failure to provide approved artwork to Company at least ten(10)business days prior to the Display Date specified in this contract.Advertiser/Agency shall be solely responsible for the design and quality of artwork provided to the Company in connection with this contract. Materials are due ten(10)business days prior to scheduled start date. Shipping Fairway Outdoor Funding,LLC Only c/o Fairway OutdooiAdvertis/ng,LLC For Questions Call: 919.755.1900 Address: 508 Capital Blvd,Raleigh,NC 27603 Market OOH Rating Levels Total Rate per Week #of Weeks Total Net Price Hillsborough 2186 1 $130.00 7 $910.00 Hillsborough 2185 1 $130.00 7 $910.00 $0.00 $0.00 $0.00 $0.00 Total Net Space Amount Special instructions. Total Net Contract Amount $1,820.00 Panel 2185 and Panel 2186 See Lxhibit Additional erms and Conditions tor Poster Display which is hereby incorporated into is Agreement and shall taken and considered as a part of this Agreement the same as if fully set out herein,in the event of any conflict or inconsistency between the Terms and Conditions for for Poster Display and Exhibit B,Exhibit B shall control Dates Posting January February March Aril May June 1 Jut Au ust September I October November I December 2013 2014 1 10 3 Advertiser/Agency acknowledges that the foregoing order is subject to the Terms on Page Two of this order form. Advertiser: O ang ounty Anima ervi Fairway Outdoor Funding,LLC Agency: By:Fairway Outdoor Advertising,LLC,attomey-in-fact Signature: PRINT NAME: 0 ►,� IV-%.�,. Paul Hickman, General Manager Date rtle Date Phone: Email: Michael Curtis,Territory Manager Date NOTE: The Conditions oh Page Twd musf be initialed and returned with Poster Display Order. This instrument/h`�s bJeeen pre-audited in the manner required by the Local Government Budget and Fiscal Control Act. �`� /J. yid" /Asst.County Manager/CFO Fairway Outdoor Funding,LLC-Poster Display Order Page Two TERMS AND CONDITIONS FOR POSTER DISPLAY 1.Agreement Upon Acceptance.This contract shall not be effective until signed by the appropriate Division General Manager of Fairway Outdoor Advertising,LLC, which shall sign on behalf of the Company as attorney-in-fact. Until accepted and signed by such authorized person,this document constitutes only an Advertiser/Agency's offer to purchase the advertising services described herein. 2.Approval Indemnity.The Company reserves the right to reject and/or remove,at any time(either before or after display)any copy,pictorial or otherwise,which the Company in its sole discretion,considers to be false,misleading or deceptive,or in violation of existing laws,or offensive to the moral standards of the community,or which in any way reflects on the character,integrity or standing of any individual or organization and,if the display has been installed,Company may remove it without prior notice to or consent from Advertiser/Agency.Notwithstanding the foregoing,Advertiser/Agency agrees to defend,indemnify and hold the Company harmless from any and all claims, loss,liability,judgments,costs and reasonable attorney's fees incurred by the Company arising out of,or related to,the contents or subject matter of any copy displayed pursuant to this Agreement 3.Construction and Removal Indemnity.Company shall be responsible for,and agrees to indemnify Advertiser/Agency against any and all losses or damages resulting to persons or property caused by the negligence of Company or its agents in the installation, maintenance or removal of any display pursuant to this Agreement Advertiser/Agency shall be responsible for and agrees to indemnify Company against any and all losses or damages resulting to persons or property caused by special effects or devices provide by Advertiser/Agencyto be incorporated into the display. 4.Loss of Location.If for any reason Company is unable to provide a display at a location specified herein,Company may substitute a location it determines to be of equal advertising value. S.Loss of Illumination.If Company determines that advertising circulation is reduced due to a partial or total loss of illumination,Advertiser/Agency shall receive a credit,in the form of an extended display period or additional advertising space,in an amount Company determines to equal the value of the loss of illumination,but not to exceed twenty percent(20%)of the amount invoiced for the affected Poster Display for one flight No reduction of illumination requested by Advertiser/Agency shall Qualify for such credit 6.Form of Credit.Any credit due Advertiser/Agency under the provisions of this Agreement,shall be in the form of additional advertising services that are determined by Company to be of equal value. 7.Agent's Representations.If an Agency executes this Agreement such Agency represents that it is acting as agent for a disclosed principal,the Advertiser named herein, and that Advertiser has given Agency authority to execute this Agreement to receive and pay invoices when due,and to take any other action on the Advertiser's behalf that is necessary for the full performance of obligation hereunder.Advertiser and Agency shall be jointly and separately liable to Company for failure to fulfill any Advertiser/Agent obligation hereunder,including payment of all invoices,late charges and Company's costs,disbursements and reasonable attorney fees in any action to recover an outstanding amount due hereunder.If a media buying service executes this Agreement all reference herein to Agency shall apply to such media buying services. B.Agency Commission.Advertiser/Agency understands and agrees that the price specified herein is the net amount to be invoiced by,and paid to,Company.Company shall not be obligated to pay any commission under this Agreement whether executed by Advertiser or its Agency. 9.Invoices.Invoices shall be due and payable thirty(30)days after date of invoice;late charges shall accrue commencing thirty(30)days after due date at 1.5%per month or the maximum rate permitted by law,whichever is the greater.if this Agreement is executed by an Agency,Agency understands that Company may notify Advertiser in the eventAgency fails to pay any invoice within sixty(60)days of invoice date. 10.Default In the event Advertiser or Agency shall fail to pay any invoice when due,or makes an assignment for the benefit of creditors,or a petition for bankruptcy or for reorganization under the Bankruptcy Act is filed by or against it Company may, at its option, terminate this Agreement upon flve (5) days' written notice to Advertiser/Agency.Should Company constitute any action or proceeding to recover amounts due hereunder,Advertiser/Agency agrees to pay,in addition to such amounts, Company's costs and disbursements,including reasonable attorney's fees. 11.Force Majeure.Any failure or delay,in whole or in part,in providing the displays agreed to herein,resulting from acts of God,strikes,concerted action by employees or labor organizations,boycotts,riots,civil insurrection,war,national emergencies,governmental restrictions,inability to secure specified material,or from any other cause beyond the control of Company,shall not constitute a breach of this Agreement 12.LIMITATION OF LIABILITY.COMPANY'S LIABILITY FOR ANY AND ALL LOSSES OR DAMAGES TO ADVERTISER/AGENCY RESULTING FROM COMPANY'S FAILURE TO PERFORM ANY PART OF THE SERVICES SPECIFIED HEREIN SHALL IN NO EVENT EXCEED THE PRICE OF THE DISPLAY AND FLIGHT WITH RESPECT TO WHICH LOSSES OR DAMAGES ARE CLAIMED. IN NO EVENT SHALL COMPANY BE RESPONSIBLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. 13.SSP Eco-Friendly Material.Advertiser/Agency shall have delivered to Company sufficient SSP Eco-Friendly materials(105%of strands required),not later than ten(10) business days prior to the first Installation Date of the Display Period.If the materials provided by Advertiser/Agency are not produced to the specifications provided or are produced by other than the Fairway approved vendors(printers),Advertiser/Agency shall pay an additional charge for corrected materials to be re-posted should the materials tear or become damaged upon installation.Company will not be held accountable for missed display time due to faulty materials.Advertiser/Agency shall be liable directly to the printer,or other vendor,for the cost of producing the SSP Eco-Friendly materials. 14.Display,Substitution.Company agrees to have the Poster Displays specified herein posted on the Posting Dates,subject to a two(2)business day allowance,or if space is not available,as soon thereafter as space becomes available.If,for any reason not attributable to Advertiser/Agency,Company is unable to provide a display at a location specified herein, Company may substitute a location it determines to be of equal advertising value without prior notice to or consent from Advertiser/Agency. Such substitution shall not affect the remainder of this Agreement 15. Storage Fees.Company will destroy all posters/vinyls after the Display Period unless, within ten (10) business days following expiration of the Display Period, Advertiser/Agencyhas picked up the posters/vinyls or has agreed,in writing,to pay Company to store them at the rate of$150.00 each,per month. 16.Divisibility Adjustment In the event Company is unable to perform any part of the advertising services specified herein,Company reserves the right to eliminate such service,and issue a credit to Advertiser/Agency for any service invoiced and paid,but not performed by Company.If Company eliminates an advertising service prior to invoicing for such service,subsequent invoices will be reduced by the price specified herein for the service eliminated. 17.Date of Completion.The term"Date of Completion,"as used herein,shall mean the date the Display specified herein is installed on location or,if more than one display is specified,the median date all such displays are installed on location.Company shall furnish a report to Advertiser/Agency specifying the Date of Completion,accompanied by an invoice covering one Flight from the Date of Completion.Thereafter,Company shall invoice each Flight,in advance,until the expiration of the Display Period. 18.Conflicts of Laws/jurisdiction.This Agreement is made in,and will be governed by,construed under and enforced in accordance with the laws of the state in which Company is located,as determined by the shipping address herein,without giving effect to the conflicts of laws principles of such state.The state courts of the state in which this Agreement is made shall be the exclusive jurisdiction for any legal action,suit or proceeding arising out of or relating to this Agreement and each party waives any objection that such party may now or hereafter have to jurisdiction in such state for any such action,suit or proceeding. 19.Assignment The rights and obligations of Advertiser/Agency hereunder are not assignable without the prior written consent of Company,which consent shall not be withheld unreasonably.The Company may assign its interest hereunder. 20.Entire Agreement.This Agreement embodies the entire agreement between the parties,and there are no collateral agreements,oral or written,not contained herein.The failu f the Company to require the performance of any term or condition of this Agreement or to exercise any right hereunder,in any one or more instances,shall not be con a a waiver of the future performance of any such term or condition or the future exercise of such right X Inals Advertiser/Agency Name:QW----aktAS,r`c"&A t F-li l l W<_R, Contract#: L Poster 11-9-12i FAIROUT-01 SAWANTSV DATE(MMIDDIYYYY) `._.� CERTIFICATE OF LIABILITY INSURANCE 10/30/2013 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Willis of Alabama,Inc. PHONE g77 945-7378 FAX — c/o 26 Century Blvd. arc No Ext:( ) A/C No): (888)467-2378 P.O.Box 305191 E-MAIL - Nashville,TN 37230-5191 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Travelers Property Casualty Company of America 25674 INSURED INSURER B:Charter Oak Fire Insurance Company 25615 Fairway Media Group,LLC INSURER C: 814 Duncan-Reidville Rd. INSURER D Duncan,SC 29334 INSURER E: — INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR L SURR LTR TYPE OF INSURANCE INSR WV POLICY NUMBER MMILDDYn MM DDIYYYV LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY P-660-4C589164-TIL-12 11/1/2012 11/1/2013 MA R 300,000 PREMISES Ea occurrence $ CLAIMS-MADE �OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER' PRODUCTS-COMP/OP AGG $ 2,000,000 X POLICY F7 PRO- LOC $ AUTOMOBILE LIABILITY COMBINEDt SINGLE LIMIT $ 1,000,000 B X ANY AUTO P-810-4C589164-COF-12 11/1/2012 1111/2013 BODILY INJURY(Per person) $ ALL U TO S OWNED AUTOS SCHEDULED AU BODILY INJURY Per accident) $ HIRED AUTOS NON-OWNED PROPERTY DAMAGE AUTOS PER ACCIDENT $ ;EXCESS BRELLA LIAB OCCUR EACH OCCURRENCE $ LIAB CLAIMS-MADE AGGREGATE $ D RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY X TORY LIMIT R A ANY PROPRIETOR/PARTNER/EXECUTIVE Y I N PJUB-4047091-5-12 10/31/2012 11/1/2013 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? � N/A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) RE:Billboard(Site#001214)located at 100 US 70 NS 200'E/O NC 86 FIE-2,Hillsborough,NC CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Orange County Animal Services 1601 Eubanks Rd. 0"r Cha el Hill NC 27516 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010105) The ACORD name and logo are registered marks of ACORD